*
|
The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
|
1
|
|
NAMES OF REPORTING PERSONS
Birch Run Capital Advisors, LP*
|
||||||||||||
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐ (b) ☐
|
||||||||||||
3
|
|
SEC USE ONLY
|
||||||||||||
4
|
|
SOURCE OF FUNDS (See Instructions)
AF
|
||||||||||||
5
|
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
☐
|
||||||||||||
6
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||||||||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
0
|
||||||||||
|
8
|
|
SHARED VOTING POWER
1,658,941
|
|||||||||||
|
9
|
|
SOLE DISPOSITIVE POWER
0
|
|||||||||||
|
10
|
|
SHARED DISPOSITIVE POWER
1,658,941
|
|||||||||||
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,658,941
|
||||||||||||
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
☐
|
||||||||||||
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.6%**
|
||||||||||||
14
|
|
TYPE OF REPORTING PERSON (See Instructions)
IA, PN
|
*
|
Birch Run Capital Advisors, LP is a registered investment adviser.
|
**
|
This calculation is based on a total of 35,806,265 shares of the common stock of Regis Corporation (the “Issuer”) outstanding as of August 19, 2021,
as reported in the Issuer’s Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on August 26, 2021.
|
CUSIP No. 758932107
|
1
|
|
NAMES OF REPORTING PERSONS
BRC Advisors GP, LLC*
|
||||||||||||
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐ (b) ☐
|
||||||||||||
3
|
|
SEC USE ONLY
|
||||||||||||
4
|
|
SOURCE OF FUNDS (See Instructions)
AF
|
||||||||||||
5
|
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
☐
|
||||||||||||
6
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||||||||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
0
|
||||||||||
|
8
|
|
SHARED VOTING POWER
1,658,941
|
|||||||||||
|
9
|
|
SOLE DISPOSITIVE POWER
0
|
|||||||||||
|
10
|
|
SHARED DISPOSITIVE POWER
1,658,941
|
|||||||||||
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,658,941
|
||||||||||||
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
☐
|
||||||||||||
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.6%**
|
||||||||||||
14
|
|
TYPE OF REPORTING PERSON (See Instructions)
OO, HC
|
*
|
BRC Advisors GP, LLC is the General Partner to Birch Run Capital Advisors, LP, the registered investment adviser.
|
**
|
This calculation is based on a total of 35,806,265 shares of the common stock of the Issuer outstanding as of August 19, 2021, as reported in the
Issuer’s Form 10-K filed with the SEC on August 26, 2021.
|
CUSIP No. 758932107
|
1
|
|
NAMES OF REPORTING PERSONS
Daniel Gordon Beltzman
|
||||||||||||
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐ (b) ☐
|
||||||||||||
3
|
|
SEC USE ONLY
|
||||||||||||
4
|
|
SOURCE OF FUNDS (See Instructions)
AF
|
||||||||||||
5
|
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
☐
|
||||||||||||
6
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
||||||||||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
17,535*
|
||||||||||
|
8
|
|
SHARED VOTING POWER
1,658,941
|
|||||||||||
|
9
|
|
SOLE DISPOSITIVE POWER
17,535*
|
|||||||||||
|
10
|
|
SHARED DISPOSITIVE POWER
1,658,941
|
|||||||||||
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,676,476
|
||||||||||||
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
☐
|
||||||||||||
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.7%***
|
||||||||||||
14
|
|
TYPE OF REPORTING PERSON (See Instructions)
IN, HC
|
*
|
Daniel Beltzman has been awarded an aggregate of 17,535 restricted stock units (“RSUs”). Each RSU represents a contingent right to receive one share
of the Issuer’s common stock.
|
**
|
This calculation is based on a total of 35,806,265 shares of the common stock of the Issuer outstanding as of August 19, 2021, as reported in the
Issuer’s Form 10-K filed with the SEC on August 26, 2021.
|
1
|
|
NAMES OF REPORTING PERSONS
Gregory Howard Smith
|
||||||||||||
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐ (b) ☐
|
||||||||||||
3
|
|
SEC USE ONLY
|
||||||||||||
4
|
|
SOURCE OF FUNDS (See Instructions)
AF
|
||||||||||||
5
|
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
☐
|
||||||||||||
6
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
||||||||||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
0
|
||||||||||
|
8
|
|
SHARED VOTING POWER
1,658,941
|
|||||||||||
|
9
|
|
SOLE DISPOSITIVE POWER
0
|
|||||||||||
|
10
|
|
SHARED DISPOSITIVE POWER
1,658,941
|
|||||||||||
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,658,941
|
||||||||||||
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
☐
|
||||||||||||
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.6%*
|
||||||||||||
14
|
|
TYPE OF REPORTING PERSON (See Instructions)
IN, HC
|
*
|
This calculation is based on a total of 35,806,265 shares of the common stock of the Issuer outstanding as of August 19, 2021, as reported in the
Issuer’s Form 10-K filed with the SEC on August 26, 2021.
|
ITEM 2. IDENTITY AND BACKGROUND
|
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
|
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE
ISSUER
|
By:
|
|
/s/ Caren Abramovich
|
Name:
|
|
Caren Abramovich
|
Title:
|
|
Chief Operating & Compliance Officer
|
BRC Advisors GP, LLC, the General Partner
|
||
BRC Advisors GP, LLC
|
||
By:
|
|
/s/ Caren Abramovich
|
Name:
|
|
Caren Abramovich
|
Title:
|
|
Chief Operating & Compliance Officer
|
Daniel Beltzman
|
||
By:
|
|
/s/ Daniel Beltzman
|
Gregory Smith
|
||
By:
|
|
/s/ Gregory Smith
|